UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 20, 2014
MERCANTILE BANK CORPORATION
(Exact name of registrant as
specified in its charter)
| Michigan | 000-26719 | 38-3360865 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification no.) | ||
| 310 Leonard St., N.W. Grand Rapids, Michigan |
49504 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number,
including area code: (616) 406-3000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425). |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12). |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)). |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)). |
Item 1.01. Entry into a Material Definitive Agreement
On February 20, 2014, Mercantile Bank Corporation (the “Company”) and Firstbank Corporation (“Firstbank”) entered into a First Amendment to the Agreement and Plan of Merger dated August 14, 2013 between the Company and Firstbank (the “Merger Agreement”). The First Amendment to the Merger Agreement extends the date on which the Merger Agreement becomes terminable from March 31, 2014 to June 30, 2014.
Section 7.1.3 of the Merger Agreement allows either Firstbank or the Company to elect to terminate the Merger Agreement if the merger has not been consummated by the specified “End Date” and certain conditions are satisfied. The amendment amends Section 7.1.3 by changing the “End Date” from March 31, 2014 to June 30, 2014. The amendment makes no other changes to the Merger Agreement.
A copy of the amendment is attached as Exhibit 10.1 to this Current Report and is incorporated herein by reference.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits: The following documents are attached as exhibits to this report on Form 8-K:
| 10.1 | First Amendment to Merger Agreement dated February 20, 2014. | |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Date: February 21, 2014 | MERCANTILE BANK CORPORATION | |||||||
| By | /s/ Charles E. Christmas | |||||||
| Charles E. Christmas Senior Vice President, Chief Financial Officer, and Treasurer | ||||||||
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EXHIBIT INDEX
| Exhibit |
Document | |
| 10.1 | First Amendment to Merger Agreement dated February 20, 2014. | |